Delayed Draw Notes Clause Samples
The Delayed Draw Notes clause establishes the terms under which a borrower can access funds in multiple installments over a specified period, rather than receiving the full loan amount upfront. Typically, this clause outlines the conditions, timeframes, and procedures for each draw, such as notice requirements or financial covenants that must be met before additional funds are released. Its core practical function is to provide borrowers with flexibility in accessing capital as needed, while allowing lenders to manage risk by controlling the timing and conditions of each disbursement.
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Delayed Draw Notes. (a) Each Delayed Draw Purchaser severally, and not jointly, agrees, subject to Sections 4.02 and 4.03 hereof, to purchase Delayed Draw Notes from the Issuer in Dollars, at par, in a principal amount not to exceed its Delayed Draw Note Commitment at any time and from time to time after the Closing Date until the termination of the Delayed Draw Note Commitment of such Delayed Draw Purchaser in accordance with the terms hereof. The Issuer shall be permitted to request either (i) two Issuances of Delayed Draw Term Notes, each, in an initial principal amount of $12,500,000 or (ii) one Issuance of Delayed Draw Term Notes in an initial principal amount of $25,000,000.
(b) Each Second Amendment Delayed Draw Note Purchaser severally, and not jointly, agrees, subject to Section 4.03 hereof, to purchase senior second lien secured PIK notes substantially in the form of Exhibit B‑5 attached hereto (the “Second Amendment Delayed Draw Notes”) from the Issuer in Dollars, at par, in a principal amount not to exceed its Second Amendment Delayed Draw Note Commitment in a single request on or after the Second Amendment Effective Date until the termination of the Second Amendment Delayed Draw Note Commitment of such Second Amendment Delayed Draw Note Purchaser in accordance with the terms hereof. The Issuer shall be permitted to request one issuance of Second Amendment Delayed Draw Notes in an amount equal to the amount of all then outstanding Second Amendment Delayed Draw Note Commitments.
Delayed Draw Notes. For any issuance of Delayed Draw Notes, the amount of any quarterly payment set forth in clause (a)(1) above shall be increased in an amount equal to 0.625% of the original aggregate principal amount of Delayed Draw Notes so issued, such increase in quarterly payment to be reflected for the first such quarterly payment to occur after the last day of the calendar quarter in which such Delayed Draw Notes were issued.
Delayed Draw Notes. Each Delayed Draw Purchaser severally, and not jointly, agrees, subject to Sections 4.02 and 4.03 hereof, to purchase Delayed Draw Notes from the Issuer in Dollars, at par, in a principal amount not to exceed its Delayed Draw Note Commitment at any time and from time to time after the Closing Date until the termination of the Delayed Draw Note Commitment of such Delayed Draw Purchaser in accordance with the terms hereof. The Issuer shall be permitted to request either (i) two Issuances of Delayed Draw Term Notes, each, in an initial principal amount of $12,500,000 or (ii) one Issuance of Delayed Draw Term Notes in an initial principal amount of $25,000,000.
Delayed Draw Notes. The US Issuer has duly authorized the issuance, sale and delivery, on a one-time basis, of additional Senior Secured Notes due 2023 in the aggregate principal amount of $25,000,000, to be dated the Delayed Draw Note Closing Date, to mature on the Maturity Date, and to be substantially in the form of Exhibit A-2 hereto (all such notes originally issued pursuant to this paragraph (b), or delivered in substitution or exchange for any thereof, being collectively called the “Delayed Draw Notes” and individually an “Delayed Draw Note”). Notwithstanding anything to the contrary set forth herein, the Delayed Draw Notes, upon their issuance, will be immediately separable and transferable in accordance with the terms hereof.
Delayed Draw Notes. The obligation of each Purchaser to purchase the Deferred Draw Notes shall be subject to the further conditions precedent that on the Deferred Draw Closing Date, the following statements shall be true (and the giving of the applicable notice of issuance and issuance by any Company of such Notes to Purchasers shall constitute a representation and warranty by any Company that both on the date of such notice and on the Deferred Draw Closing Date such statements are true):
(i) Initial Conditions Precedent. The conditions set forth in Section 12.1 are satisfied;
Delayed Draw Notes. The Agent shall have received a duly executed Delayed Draw Note in favor of each Lender.
Delayed Draw Notes. (A) Subject to the Orders, compliance with the procedures and terms set forth in Section 2.03 and the conditions set forth in Section 4.02, the Company will issue and sell to the DIP Notes Creditors and each of the DIP Notes Creditors hereby severally but not jointly agrees to purchase from the Company on each Delayed Draw Borrowing Date in no more than four issuances, Delayed Draw Tranche A Notes and Delayed Draw Tranche B Notes (the “Delayed Draw Notes”) in an aggregate principal amount no greater than the principal amount specified opposite such DIP Notes Creditor’s name in the relevant columns of the Tranche A Commitment Schedule and Tranche B Commitment Schedule (each such amount of Delayed Draw Notes on a Delayed Draw Borrowing Date, a “Delayed Draw Note Amount”). Amounts borrowed under this Section 2.01(a)(ii) and repaid or prepaid may not be reborrowed
(B) If the applicable conditions set forth in this Agreement have been met, the sale and purchase of the Delayed Draw Notes pursuant to paragraph (b)(i) of this Section shall occur on such proposed Delayed Draw Borrowing Date, or such other date agreed by the Company, the Co-Administrative Agents and all of the DIP Notes Creditors.
(C) The DIP Notes Creditors’ obligations hereunder are several and not joint obligations and no DIP Notes Creditor shall have any liability to any Person for the performance or non-performance of any obligation by any other DIP Notes Creditor hereunder.